David Lucchese
About David Lucchese
David J. Lucchese (age 66) is Executive Vice President, Sales and Marketing at Everi. He has held senior roles across Sales, Marketing, Digital/Interactive, Games, and Client Operations since joining Everi in 2010, providing multi-cycle operating experience across both segments . Company performance context: 2024 revenue $757.9M, AEBITDA $308.2M, and net income $15.0M as Games softened and FinTech hardware timing weighed on results . In 2023, revenue was $807.8M, AEBITDA $367.0M, and net income $84.0M; the pay-versus-performance table shows the Company’s TSR index value improved to 100.6 in 2024 from 83.9 in 2023 (base 2020=100) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Everi | EVP, Sales and Marketing | Mar 2023–Present | Leads commercial go-to-market across games and FinTech; integrates sales and brand messaging . |
| Everi | EVP, Sales, Marketing and Digital | Apr 2020–Feb 2023 | Oversaw digital and interactive expansion alongside sales/marketing . |
| Everi | EVP, Digital and Interactive Business Leader | Jan 2017–Mar 2020 | Built digital/interactive capabilities and roadmap . |
| Everi | EVP, Games | Jan 2015–Jan 2017 | Ran Games segment P&L during cabinet/content transitions . |
| Everi | EVP, Client Operations | Mar 2014–Jan 2015 | Drove post-sale operations and customer experience . |
| Everi | EVP, Sales | Apr 2010–Mar 2014 | Led sales expansion across operators and jurisdictions . |
External Roles
No public company directorships or external roles disclosed for Lucchese in company filings .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base salary ($) | 400,000 | 411,781 (paid) | 420,000 |
| Target annual bonus (% of salary) | 75% | 75% | 75% |
| Annual incentive paid ($) | 225,000 (earned for 2022) | 0 (no payout for 2023) | 0 (no payout for 2024) |
| Other bonus ($) | — | — | 35,000 (retention installment) |
| Notes | STI earned under plan | No STI payout | Zero STI; retention program adopted amid pending transaction |
Performance Compensation
Annual cash incentive design (2024) and outcome
| Component | Weight | Threshold | Target | Max | Actual 2024 | Payout |
|---|---|---|---|---|---|---|
| Consolidated Revenue | 35% | $824.0M | $868.0M | $911.0M | $757.9M | 0% (below threshold) |
| AEBITDA | 35% | $360.0M | $375.0M | $397.0M | $308.2M | 0% (below threshold) |
| Personal goals | 30% | n/a | n/a | 100% cap | Board paid 0% given overall results | 0% |
Max payout under plan is 170% of target (70% financial x 200% + 30% personal x 100%) . NEOs, including Lucchese, earned no 2024 annual incentive .
Equity awards and vesting
| Grant | Grant date | Type | Target/Granted (#) | Metric / Vesting | Performance window | Grant-date fair value ($) |
|---|---|---|---|---|---|---|
| 2024 annual | 5/1/2024 | PSUs | 26,750 target | 100% Relative TSR vs Russell 3000; 0–200% payout | 3 years to 12/31/2026 | Included in total below |
| 2024 annual | 5/1/2024 | RSUs | 26,750 | Time-based; vest in 3 equal annual installments | 2025–2027 | Included in total below |
| 2024 total equity | 5/1/2024 | PSU+RSU | — | Mix: 50% PSUs / 50% RSUs for NEOs | — | 446,190 |
Additional equity context:
- Outstanding unvested RSUs at 12/31/2024: 5,000 (2022), 14,400 (2023), 26,750 (2024) .
- Outstanding unearned PSUs at 12/31/2024: 21,600 (2023 PSUs; performance based on operating income modified by TSR), 53,500 (2024 PSUs; Relative TSR) .
- 2022 PSUs paid 0% (forfeited) as goals were not met .
Option activity and overhang:
- Options exercised in 2024: 219,524 shares; value realized $1,170,483 .
- Options exercisable within 60 days at 3/21/2025: 207,476 shares (ex. price $3.29; 3/8/2027 expiration) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 766,318 shares (<1% of outstanding) |
| Directly owned shares | 558,842 |
| Options exercisable within 60 days | 207,476 |
| Unvested RSUs | 5,000 (2022); 14,400 (2023); 26,750 (2024) |
| Unearned PSUs (unvested) | 21,600 (2023); 53,500 (2024) |
| Ownership guidelines | Other NEOs must hold equity equal to 3x base salary; credit includes owned shares, vested RS/PSUs, in‑the‑money vested options |
| Compliance status | Covered persons either met guidelines or were within phase-in period as of filing |
| Hedging/Pledging | Company prohibits hedging and pledging; no shares were hedged or pledged by covered persons as of filing |
Employment Terms
| Term | Detail |
|---|---|
| Employment agreement | Auto-renews annually unless either party gives 90 days’ notice of non-renewal |
| Severance (no CIC) | 12 months salary continuation + 1x target bonus; equity per grant terms; 18 months health coverage |
| Change in control (double-trigger) | If terminated without cause/for good reason within 24 months post-CIC: RSUs accelerate in full; PSUs vest at greater of (a) 100% of target pro‑rated or (b) actual pro‑rated achievement |
| Restrictive covenants | Non-compete and non-solicitation for 2 years post-termination; confidentiality/IP obligations |
| Estimated payouts (illustrative) | Termination w/o cause or for good reason (12/31/2024): cash $822,750; benefits $14,330; no equity acceleration. Termination w/o cause or for good reason following CIC: cash $865,000; benefits $14,330; equity acceleration (pro‑rated PSUs and full RSUs) $1,058,959; total $1,938,289 |
| Clawback | SEC/NYSE Rule 10D‑1 compliant recoupment policy adopted; applies to incentive comp tied to financials |
Performance & Track Record
- Role tenure highlights: Senior leadership across Everi’s commercial engine since 2010, including Games, Digital/Interactive, and Sales/Marketing, aligning incentives with enterprise-wide growth initiatives .
- Company performance recent trend:
- 2023: Revenue $807.8M; AEBITDA $367.0M; Net income $84.0M .
- 2024: Revenue $757.9M; AEBITDA $308.2M; Net income $15.0M, reflecting Games headwinds and FinTech hardware timing .
- TSR index value rose to 100.6 in 2024 from 83.9 in 2023 (base 2020=100) .
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenue ($M) | 807.8 | 757.9 |
| AEBITDA ($M) | 367.0 | 308.2 |
| Net Income ($M) | 84.0 | 15.0 |
| TSR index (2020=100) | 83.92 | 100.60 |
Compensation Structure Analysis
- Pay-for-performance discipline: 2024 and 2023 annual incentives paid 0% to NEOs (including Lucchese) as revenue and AEBITDA fell below thresholds; 2022 PSUs also paid 0% upon three-year assessment, demonstrating downside risk in equity .
- Increased equity risk mix: 2024 long-term awards 50% PSUs/50% RSUs for NEOs with sole PSU metric of Relative TSR over three years (0–200% payout), heightening alignment with shareholder outcomes .
- Transaction-driven retention: 2024 retention program introduced to mitigate deal-related retention risk; Lucchese’s aggregate opportunity $165,000, with $35,000 earned/paid by year-end 2024 and remaining installments tied to closing and 9 months post-close .
- No hedging/pledging, robust clawback, double-trigger CIC: Governance mitigants reduce misalignment and opportunistic risk-taking .
Say-on-Pay & Shareholder Feedback
- Say-on-Pay support: 97.4% approval at the 2024 annual meeting for 2023 NEO pay, indicating broad investor support for structure and outcomes .
Compensation Peer Group (program design context)
- 2024 peer group included FinTech and gaming names (e.g., ACIW, FOUR, EVTC, FICO; AGS, INSE, IGT, LNW, PLTK, SCPL), used as a reference—not a rigid percentile target—for setting competitiveness and mix .
Equity Ownership & Insider Selling Pressure
- Ownership <1% but meaningful absolute exposure through owned shares, vested options, and unvested equity; anti‑pledging reduces misalignment risk .
- 2024 option exercises (219,524 shares; $1.17M value realized) reflect monetization; 207,476 options remain exercisable, potentially creating future selling overhang as windows permit .
Investment Implications
- Incentive alignment: Zero annual bonus and PSU forfeiture underscore a tight link between payouts and financial/market underperformance; 2024 PSUs hinge on Relative TSR, directly tying a large pay component to shareholder returns .
- Retention risk moderated: Dedicated retention pool for NEOs, including Lucchese ($165k aggregate), with closing and post-closing vesting, aims to ensure continuity through Apollo/IGT Gaming transaction; remaining installments contingent on deal milestones .
- Equity overhang/pressure: Significant vested options and 2024 exercises suggest potential ongoing supply when trading windows open, though anti‑hedge/pledge policies and ownership guidelines temper risk .
- Governance quality: Double-trigger CIC, robust clawback, ownership guidelines, and high Say‑on‑Pay support point to solid compensation governance and lower headline risk .
- Performance pivot needed: With 2024 revenue and AEBITDA below incentive thresholds, upside in Lucchese’s PSU realizations requires execution that improves TSR relative to the Russell 3000 over 2024–2026, particularly as Games content/cabinet performance normalizes and FinTech demand stabilizes .